Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and to consummate the other transactions contemplated by this Agreement are subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, of the following additional conditions:
Appears in 6 contracts
Samples: Merger Agreement (American Realty Capital Global Trust II, Inc.), Merger Agreement (American Realty Capital Healthcare Trust Inc), Merger Agreement (Ventas Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are hereby shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 6 contracts
Samples: Merger Agreement (Evolving Systems Inc), Merger Agreement (Fusion-Io, Inc.), Merger Agreement (Teradata Corp /De/)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction (or (to the extent permitted by Law) written waiver by Parent, at if permissible under applicable Law) on or prior to the Effective Time, Closing Date of the following additional conditions:
Appears in 5 contracts
Samples: Merger Agreement (Propertyguru Group LTD), Merger Agreement (Coupa Software Inc), Merger Agreement (Buckeye Partners, L.P.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the Merger and the other transactions contemplated by this Agreement are shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived in writing exclusively by Parent:
Appears in 5 contracts
Samples: Merger Agreement (Attunity LTD), Merger Agreement (Elbit Vision Systems LTD), Merger Agreement (Frutarom LTD)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are Merger and the Transactions shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 4 contracts
Samples: Merger Agreement (Sugarmade, Inc.), Merger Agreement (Helix TCS, Inc.), Merger Agreement (Helix TCS, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub under this Agreement to consummate the Merger and the other transactions contemplated by this Agreement hereby are subject to the satisfaction or (to the extent permitted by Law) waiver by Parentfulfillment and satisfaction, at or prior to or at the Effective Timetime at which the Closing is scheduled to occur, of each of the following additional conditions:conditions precedent, any one or more of which may be waived, in part or in full, by Parent in writing.
Appears in 3 contracts
Samples: Merger Agreement (Veeco Instruments Inc), Merger Agreement (Veeco Instruments Inc), Merger Agreement (Sourcefire Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent, Merger Sub or the Surviving Corporation:
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Mediscience Technology Corp), Agreement of Merger and Plan of Reorganization (Inferx Corp), Merger Agreement (Inferx Corp)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement Merger are also subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at on or prior to the Effective Time, Closing Date of each of the following additional conditions, any and all of which may be waived in whole or in part by Parent or Merger Sub:
Appears in 3 contracts
Samples: Merger Agreement (Sterling Check Corp.), Merger Agreement (U.S. Concrete, Inc.), Agreement and Plan of Merger (Ca, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are shall be subject to the satisfaction satisfaction, or (to the extent permitted waiver in writing by Law) waiver by ParentParent or Merger Sub, at or prior to the Effective Time, Closing of each of the following additional conditions:
Appears in 3 contracts
Samples: Merger Agreement (RCS Capital Corp), Merger Agreement (FTT Holdings, Inc.), Merger Agreement (Agco Corp /De)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement Contemplated Transactions are subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, fulfillment at or prior to the Effective Time, Closing of each of the following additional conditions:conditions (any or all of which may be waived in whole or in part by Parent):
Appears in 3 contracts
Samples: Merger Agreement (Ideanomics, Inc.), Merger Agreement (Ideanomics, Inc.), Merger Agreement (Ideanomics, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, fulfillment at or prior to the Effective Time, Time of each of the following additional conditions, any and all of which may be waived, in whole or in part, by Parent and Merger Sub to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Merger Agreement (Universal Business Payment Solutions Acquisition Corp), Merger Agreement (Universal Business Payment Solutions Acquisition Corp), Merger Agreement (Universal Business Payment Solutions Acquisition Corp)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Closing of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent and Merger Sub:
Appears in 2 contracts
Samples: Merger Agreement (Cafepress Inc.), Merger Agreement (Advent Software Inc /De/)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement hereby are also subject to the satisfaction satisfaction, or (to the extent permitted by applicable Law) waiver by Parent, at or prior to the Effective Time, Time of the following additional conditions:
Appears in 2 contracts
Samples: Merger Agreement (Bluegreen Vacations Holding Corp), Merger Agreement (Hilton Grand Vacations Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (or, to the extent permitted by Law) applicable law, waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, to the extent permitted by applicable law, exclusively by Parent:
Appears in 2 contracts
Samples: Merger Agreement (Valley Telephone Co., LLC), Merger Agreement (Knology Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement Transaction are subject to the satisfaction (or (to the extent permitted by Law) waiver by Parent, ) at or prior to the Effective Time, Time of each of the following additional conditions:
Appears in 2 contracts
Samples: Merger Agreement (Nokia Corp), Merger Agreement (Infinera Corp)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate and effect this Agreement and the other transactions contemplated by this Agreement are hereby shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, in writing, by Parent and Merger Sub in their sole discretion:
Appears in 2 contracts
Samples: Merger Agreement (Chicos Fas Inc), Agreement and Plan of Merger (Comscore, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parentwaiver, at or prior to the Effective Time, of the following additional conditions:
Appears in 2 contracts
Samples: Merger Agreement (Chesapeake Utilities Corp), Merger Agreement (Quidel Corp /De/)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the Merger and the other transactions contemplated by this Agreement are hereby shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent and Merger Sub:
Appears in 2 contracts
Samples: Merger Agreement (Sonicwall Inc), Merger Agreement (Accelrys, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are subject to the satisfaction or (or, to the extent permitted by Law) permitted, waiver by Parent, in writing at or prior to the Effective TimeClosing, of each of the following additional conditions:
Appears in 2 contracts
Samples: Merger Agreement (Neiman Marcus Group LTD Inc.), Merger Agreement (Valeant Pharmaceuticals International, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to effect the Mergers Merger and to consummate the other transactions contemplated by this Agreement are shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parentsatisfaction, at or prior to the Effective Time, of the following additional conditionscondition:
Appears in 2 contracts
Samples: Merger Agreement (American Realty Capital Properties, Inc.), Merger Agreement (Cole Credit Property Trust Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement hereby are subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at Parent on or prior to the Effective Time, Closing Date of the following additional further conditions:
Appears in 2 contracts
Samples: Merger Agreement (Abm Industries Inc /De/), Merger Agreement (HMS Holdings Corp)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement the Transaction Agreements are subject to the satisfaction or (or, to the extent permitted by Law) permitted, waiver by Parent, in writing at or prior to the Effective Time, Closing of each of the following additional conditions:
Appears in 1 contract
Samples: Merger Agreement (Convergys Corp)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions Transactions contemplated by this Agreement are shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to as of the Effective Time, Time of each of the following additional conditions:conditions (any of which may be waived, in writing, exclusively by Parent and Merger Sub (it being understood that each such condition is solely for the benefit of Parent and Merger Sub and may be waived in writing without notice, liability or obligation to any other Person)):
Appears in 1 contract
Samples: Merger Agreement (Medallia, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Closing Date of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent and Merger Sub:
Appears in 1 contract
Samples: Merger Agreement (Omniture, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived (to the extent legally permitted), in writing, exclusively by Parent and Merger Sub:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Mxxxxx Sub to consummate the other transactions contemplated by this Agreement Contemplated Transactions are subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, fulfillment at or prior to the Effective Time, Closing of each of the following additional conditions:conditions (any or all of which may be waived in whole or in part by Parent):
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to consummate and effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Closing Date of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations obligation of the Parent Parties to effect the Mergers Merger and to consummate the other transactions contemplated by this Agreement Transactions are subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, of the following additional conditions:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction on or (prior to the Effective Time of each of the following conditions, any and all of which may be waived in whole or in part by Parent and Merger Sub to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, of the following additional conditionsapplicable Laws:
Appears in 1 contract
Samples: Merger Agreement (Advance America, Cash Advance Centers, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement Merger are subject to the satisfaction satisfaction, on or prior to the Closing Date, of each of the following conditions (any or all of which may be waived by Parent, in whole or in part, to the extent permitted by applicable Law) waiver by Parent, at or prior to the Effective Time, of the following additional conditions:):
Appears in 1 contract
Samples: Merger Agreement (Heritage Insurance Holdings, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 1 contract
Samples: Merger Agreement (Rambus Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are further subject to the satisfaction (or (written waiver, to the extent permitted by applicable Law, by Parent in its sole discretion) waiver by Parent, at or prior to the Effective Time, of each of the following additional conditions:
Appears in 1 contract
Samples: Merger Agreement (ACE LTD)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are Merger and the Transactions shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Closing of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other Merger and the transactions contemplated by this Agreement are shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Closing of each of the following additional conditions, any of which may be waived (to the extent legally permitted), in writing, exclusively by Parent:
Appears in 1 contract
Samples: Merger Agreement (Shutterfly Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are shall be subject to the satisfaction fulfillment prior to or (at Closing of each of the following conditions, any and all of which may be waived, in whole or in part, by Parent and Merger Sub to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, of the following additional conditionsapplicable law:
Appears in 1 contract
Samples: Merger Agreement (United Rentals North America Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement hereby are subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at on or prior to the Effective Time, Closing Date of the following additional further conditions, any of which may be waived in writing by Parent and Merger Sub:
Appears in 1 contract
Samples: Sale and Purchase of Shares Agreement (Nice Systems LTD)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, fulfillment at or prior to the Effective Time, Time of each of the following additional conditions:conditions (any of which may be waived by Parent or Merger Sub):
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties and Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent and Merger Sub:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, fulfillment at or prior to the Effective Time, Time of each of the following additional conditions, any or all of which may be waived in whole or part by Parent and Merger Sub, as the case may be, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations obligation of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent and Merger Sub:
Appears in 1 contract
Samples: Merger Agreement (Sybase Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the Merger and the other transactions contemplated by this Agreement are hereby shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parentsatisfaction, at or prior to the Effective Time, of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent and Merger Sub:
Appears in 1 contract
Samples: Merger Agreement (OccuLogix, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 1 contract
Samples: Merger Agreement (Trina Solar LTD)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement Transactions are subject to the satisfaction or (or, to the extent permitted by Law) permitted, waiver by Parent, Parent (in its sole discretion) in writing at or prior to the Effective Time, Closing of each of the following additional conditions:
Appears in 1 contract
Samples: Merger Agreement (Keyw Holding Corp)
Conditions to the Obligations of Parent and Merger Sub. The respective In addition to the conditions set forth in Section 8.1, the obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the Merger and the other transactions contemplated by this Agreement are hereby shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent and Merger Sub:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations obligation of the Parent Parties and Merger Sub to effect the Mergers and to consummate the other transactions contemplated by this Agreement are Merger shall be subject to the satisfaction on or (prior to the Closing Date of each of the following conditions, any and all of which may be waived in whole or in part by Parent, to the extent permitted by applicable Law) waiver by Parent, at or prior to the Effective Time, of the following additional conditions:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations obligation of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are hereby shall be subject to the satisfaction or (to the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Sumtotal Systems Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the other transactions contemplated by this Agreement are Merger and the Transactions shall be subject to the satisfaction or (to at the extent permitted by Law) waiver by Parent, at or prior to the Effective Time, Closing of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 1 contract
